Stamp Duty for limited companies (2026): Share & property tax

Limited companies must pay stamp duty on certain share and property deals. Shares transferred on paper (using a J30 stock transfer form) or via the CREST electronic system trigger a 0.5% tax. When a company buys UK land or buildings (including residential or commercial property), it must pay SDLT based on the purchase price. Rates and rules differ for residential vs. commercial property, and companies often face higher rates or surcharges.

In this guide, we explain when and how limited companies pay Stamp Duty in the UK – whether buying shares or property.

Stamp duty types

Here is a quick guide to the types of stamp duty that may apply to you, along with the subsequent deadlines.

Stamp Duty type	When it applies	Rate	Payment/deadline
Stamp Duty (paper)	Share transfers by stock transfer form, amount > £1,000	0.5% of the transaction (round up to the nearest £5)	Pay HMRC within 30 days of signing the form
Stamp Duty Reserve Tax	Share transfers via electronic CREST or off-market deals	0.5% of the transaction (rounded to the nearest penny)	Automatically via CREST, or notify/pay by the 7th of the following month
Stamp Duty Land Tax (SDLT)	UK property purchases (residential or commercial)	Varies by price band and property type (see below)	File SDLT return and pay within 14 days of completion

Stamp Duty on share transfers for limited companies

Stamp Duty on shares applies when a company’s existing shares change hands. A limited company does not pay duty on shares it issues or sells – only on transfers between owners. When shares are transferred by paper (using a J30 stock transfer form), the new shareholder must pay 0.5% Stamp Duty on the value paid for the shares (if over £1,000).

For example, buying £2,250 of shares incurs £11.25 of duty, rounded up to £15. Within 30 days of the form’s execution, the buyer (or company) must send it to HMRC’s Stamp Office and pay the duty via bank transfer.

Limited company shares over £1,000 attract 0.5% Stamp Duty, rounded to the nearest £5 (for instance, £2,250 → £11.25 → £15). The stock transfer form must be emailed or posted to HMRC, and payment must be made within 30 days of signing the form.

Electronic share transfer

If shares are transferred electronically through the UK’s CREST system, Stamp Duty Reserve Tax (SDRT) applies instead. SDRT is also charged at 0.5% of the transaction value. In practice, CREST collects and pays SDRT automatically, so no further action is needed by the shareholder.

For off-market electronic transfers (outside CREST), the buyer must notify HMRC in writing and pay the 0.5% tax. The notification (with buyer/seller details, share class/quantity, payment amount, etc.) is due by the 7th of the month following the transfer. If a transfer could have used CREST but didn’t, the deadline is 14 days. SDRT is rounded to the nearest penny.

Weaker thresholds and rounded payments apply: no duty is payable on share transfers totalling £1,000 or under. Likewise, gifts or new share issues attract no stamp duty.

Neither companies nor shareholders pay any Stamp Duty/SDRT when selling shares or transferring them for nil consideration. (However, profits on a sale may trigger Capital Gains Tax.)

• Understanding limited company shares
• Can I sell shares in a private limited company?
• Landlord tax guide – including buying, selling, and letting property

Types of share transfers you pay tax on

You will pay tax on shares when you buy:

• Existing shares in a UK company (i.e. when shares are transferred from one person to another)
• An option to buy shares
• An interest in shares, for instance, an interest in the money acquired from selling them
• Shares in an overseas company that keeps a share register in the UK
• Rights arising from shares, for example, the rights that you have when a company issues new shares

Types of share transfers you do not pay tax on

You do not have to pay any tax on shares if you:

• Receive shares for nothing (i.e. they are given to you as a gift)
• Buy newly issued shares in a company
• Purchase shares in an ‘open-ended investment company’ (OEIC) from the fund manager
• Buy units in a unit trust from the fund manager

Typically, you do not have to pay Stamp Duty or Stamp Duty Reserve Tax if you purchase foreign shares outside the UK. However, you may have to pay Income Tax on any investment income you receive from those shareholdings.

Additionally, you may be liable to Capital Gains Tax when you sell your shares in the future. Companies will pay corporation tax on the chargeable gain.

Do I pay Stamp Duty on gifts, new shares, or foreign shares?

Here is a quick table to help you better understand where you pay Stamp Duty.

Taxable share transfers (you pay tax)	Non-taxable share transfers (you do not pay tax)
Buying existing shares in a UK company (i.e. shares transferred from one person to another)	Receiving shares for nothing (i.e. given as a gift)
Buying an option to buy shares	Buying newly issued shares in a company
Buying an interest in shares (for example, an interest in the money acquired from selling them)	Purchasing shares in an open-ended investment company (OEIC) from the fund manager
Buying shares in an overseas company that keeps a share register in the UK	Buying units in a unit trust from the fund manager
Buying rights arising from shares (for example, rights you have when a company issues new shares)

Stamp Duty Land Tax when limited companies buy property

Stamp Duty Land Tax (SDLT) applies when a UK limited company acquires land or buildings. SDLT is progressive: the tax rises in bands based on the purchase price. Residential and non-residential (commercial) transactions are recorded in different tables.

For residential property (houses, flats, etc.), purchases of £40,000 or more are subject to higher SDLT rates.

From 1 April 2025, the rates are:

Property price	SDLT rate (limited company)
£0 – £40,000	0%
£40,001 – £125,000	5%
£125,001 – £250,000	7%
£250,001 – £925,000	10%
£925,001 – £1,500,000	15%
Above £1,500,000	17%

These “higher residential rates” include a 5% surcharge over the normal individual rates. Non-UK residents pay an additional 2% on top of these rates.

If a company buys a residential property over £500,000, a 17% rate applies on the portion above £500k, unless relief is claimed. (This rule is intended to tax “non-natural persons,” including companies, at a higher flat rate.)

Commercial property

Commercial property (non-residential or mixed-use) is taxed differently. In England and Northern Ireland, companies pay SDLT on a sliding scale only if the price is £150,000 or more.

The current rates for freehold or lease premium are:

• 0% on the first £150,000 of the price
• 2% on the portion from £150,001 to £250,000
• 5% on any portion above £250,000

SDLT rates for commercial and mixed-use property differ from residential rates and do not include the residential surcharges, even when the buyer is a non-natural person (for example, a company, trust, or other corporate entity).

Paying SDLT

The company must file an SDLT return and pay any tax within 14 days of completion (usually the completion date or the first rental date). In practice, solicitors often submit the return on the purchaser’s behalf. Payment methods include online banking, debit card, or CHAPS, using the HMRC-provided UTRN. The 14-day deadline is strict; penalties and interest apply for late payment.

When and how to pay Stamp Duty as a limited company

Each Stamp Duty type has its own deadline: 30 days, 14 days, or 7 days, depending on the form and transaction structure.

Whether for shares or property, timely filing and payment are critical. For share transfers on paper, the purchaser must include payment with the stock transfer form and notify HMRC within 30 days.

Electronic share deals via CREST handle SDRT automatically. For off-market share transfers, the notice (and tax) is due by the 7th of the following month. For SDLT, the buyer (company) must submit an online return and pay the tax within 14 days of completion.

Step-by-step checklist

• Determine liability: Confirm whether the transaction (share sale/transfer or property purchase) triggers duty (for example, share value > £1,000; property above threshold).
• Calculate tax: Compute 0.5% of the share consideration (round as required) or SDLT via HMRC’s rates and a calculator.
• Prepare forms: for a stock transfer, complete the J30 form; for CREST trades, ensure the SRDT is recorded; for property, prepare the SDLT5 return.
• Pay HMRC: Pay Stamp Duty via online banking/BACS within deadlines. Save any reference number (UTRN for SDLT).
• Notify HMRC: Email or post the stamp form and payment proof (for stock transfers) to HMRC. Solicitors usually file SDLT returns.
• Keep records: Retain copies of forms, payments, and confirmations. File an updated confirmation statement to record any share transfer in the company’s statutory register.

Professional advisers or accountants can handle the company’s filings on its behalf if the director appoints them. All tax liability, however, remains with the company purchaser.

Stamp Duty examples for UK companies

These scenarios show how stamp duties are calculated and paid by companies in practice:

Share transfer (stamp duty)

Alpha Ltd transfers shares worth £20,000 on paper. Duty = 0.5% of £20,000 = £100 (rounded to nearest £5 = £100). Alpha’s shareholder sends the form and £100 to HMRC within 30 days.

Share transfer (SDRT)

Beta Ltd buys £100,000 of shares via CREST. SDRT = 0.5% of £100,000 = £500. CREST collects £500 automatically; Beta Ltd makes no separate payment.

Residential property

Gamma Ltd buys a £600,000 flat. SDLT = 0% on £40k; 5% on next £85k (£4,250); 7% on next £125k (£8,750); 10% on £350k (£35,000) = £48,000 total. Because Gamma Ltd is a company, these are the “higher” rates (with the 5% surcharge). Additionally, the 17% corporate rate would kick in if the value exceeded £500k, but here the bands already include the surcharge.

Commercial property

Delta Ltd buys an office for £500,000. SDLT = 0% on first £150k; 2% on £100k (£2,000); 5% on remaining £250k (£12,500) = £14,500. Delta Ltd pays this via its conveyancer within 14 days.

Understanding Stamp Duty, SDRT and SDLT

In summary, as a company owner, you need to navigate three distinct types of Stamp Duty. Getting it right – especially on property purchases – means understanding rates, thresholds, and deadlines. When in doubt, always seek professional advice.

For further advice on company transactions, contact Quality Company Formations. We offer services like share transfers to help UK businesses comply with stamp duty requirements.

Looking to form a limited company or need expert guidance with shares and property transactions? Our Fully Inclusive Package has everything you need to get started.